UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)	June 26, 2013
ZENITECH CORPORATION

CHINA TIANFEIHONG WINE INC. FORM 8-K

(Exact name of registrant as specified in its charter)
	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________
	FORM 8-K
	CURRENT REPORT
	Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest eventreported)		October 23, 2013
	CHINA TIANFEIHONG WINE, INC.
	(Exact name of registrant as specified in its charter)
Delaware	333-169494	EIN 98-0360626
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
1849 Licheng Middle Avenue, Longqiao Street, Chengxiang District, Putian City, Fujian Province, China
(Address of principal executive offices)		(Zip Code)

~~1849~~Registrant’s ~~Licheng~~telephone ~~Middle Avenue~~number, ~~Longqiao~~including ~~Street,~~area ~~Chengxiang~~code ~~District, Putian City, Fujian Province, China~~ (~~Address of principal executive offices~~86) ~~(Zip Code)~~0594-6258386

~~Registrant’s~~N/A ~~telephone~~(Former ~~number~~name or former address, ~~including~~if ~~area~~changed ~~code~~since ~~(302)~~last ~~295-4898~~report.)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

~~Item~~ITEM 14.01 Changes ~~Entry~~in ~~into~~Registrant’s aCertifying ~~Material Definitive Agreement~~Accountant

On ~~June~~ 26October 23, 2013, ~~Zenitech Corp. (~~the ~~“Company”)~~Board ~~entered~~of ~~into~~Directors aof ~~Stock~~China ~~Purchase~~Tianfeihong ~~Agreement~~Wine, Inc. (the “~~Agreement~~Company”) ~~with~~ ~~Hong~~approved ~~Yang (~~the ~~“Seller”)~~termination ~~and~~of ~~Zhifang~~Malone ~~Liang~~Bailey (LLP (~~the~~ “~~Buyer”~~Malone ~~or “Purchaser~~Bailey”). ~~The closing of the transactions (the “Closing”~~) ~~contemplated~~ byas ~~the~~our ~~Agreement~~independent ~~occurred~~certified ~~and~~public ~~consummated~~accounting ~~on June 28, 2013~~firm.

~~Pursuant to~~Concurrent ~~the~~with ~~Agreement,~~this ~~the Seller sold to the Buyer~~action, ~~and~~our ~~the~~Board ~~Buyer agreed to purchase from the Seller, 11,500,000 shares~~ of ~~common~~Directors ~~stock,~~appointed ~~par~~KCCW ~~value~~Accountancy $0Corp.~~0001~~ ~~per share~~ (~~the~~KCCW) ~~“Common~~as ~~Stock”)~~our ofnew ~~the~~independent ~~Company,~~certified ~~constituting~~public ~~approximately 79~~accounting firm.~~97%~~ ofKCCW ~~the~~is ~~issued~~located ~~and~~at ~~outstanding~~22632 ~~Common~~Golden ~~Stock~~Springs Drive, ~~for~~Suite an230, ~~aggregate~~Diamond ~~purchase~~Bar, ~~price~~CA ~~of $113~~9176,~~560~~ USA.

~~The~~Our ~~foregoing~~financial ~~description of~~statements for the ~~Agreement~~years ~~does~~ended ~~not~~December ~~purport~~31, to2010, ~~describe~~2011 ~~all~~and of2012 were audited by Malone Bailey. Malone Bailey’s ’s reports on our financial statements for the ~~terms~~three most ~~and~~recent ~~provisions~~fiscal ~~thereof~~years ~~and~~did isnot ~~qualified~~contain inan ~~its~~adverse ~~entirety~~opinion, bya ~~reference to~~disclaimer ~~the~~of ~~Agreement~~opinion, ~~which~~nor iswas ~~filed~~it asqualified ~~Exhibit~~or ~~10.1~~modified as to ~~this~~uncertainty, ~~Current~~audit ~~Report~~scope onor ~~Form~~accounting ~~8-K~~principles, ~~and~~except isfor ~~incorporated~~the ~~herein~~addition byof ~~reference~~an explanatory paragraph regarding the Company’s ability to continue as a going concern.

~~Item~~During ~~5.01~~the ~~Changes~~years inended ~~Control~~December 31, 2010, 2011,2012 and the interim period ended June 30, 2013 and through the date of ~~Registrant~~discontinuance of Malone Bailey’s engagement as the Company’s independent accountant, there were no disagreements with Malone Bailey on any matter of accounting principles or practices, financial statement disclosure, auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Malone Bailey, would have caused it to make reference to the subject matter of the disagreement in its reports on our financial statements for such periods.

~~Prior~~The toCompany ~~the~~has ~~Closing, the~~provided ~~Seller~~Malone ~~owned~~Bailey ~~12,200,000,~~with ora ~~approximately~~copy ~~84.84%,~~ of ~~the~~this ~~issued~~Form ~~and~~8-K ~~outstanding~~prior ~~shares~~to ofits ~~Common~~filing ~~Stock~~with ~~and Ms. Hong Yang served as~~ the ~~Chief~~SEC ~~Executive Officer, President~~ and ~~Sole~~requested ~~Director~~it ~~(Principal~~to ~~Executive~~furnish ~~Officer,~~a ~~Principal~~letter ~~Financial~~addressed ~~Officer~~to ~~and Principal Accounting Officer). In connection with~~ the ~~Closing,~~SEC ~~Ms.~~stating ~~Hong~~whether ~~Yang~~it ~~resigned~~agrees ~~from the executive officer positions she held~~ with the ~~Company,~~statements ~~and~~made ~~the~~above. ~~Company~~Attached ~~appointed Zhiliang Fang~~ as ~~Chief~~Exhibit ~~Executive~~16.1 ~~Officer~~is ~~effective~~a ascopy of ~~the~~Malone ~~Closing,~~Bailey’s ~~and~~letter ~~Chairman of~~to the ~~Company effective 10 days following the later of the date of the filing of this Information Statement with the~~ SEC, ~~pursuant~~dated toOctober ~~Rule~~24, ~~14f-1 or the date of mailing of this Information Statement to our stockholders~~2013.

~~Upon~~Except ~~the~~as ~~Closing, the~~set ~~Buyer~~forth ~~owned~~in ~~79.97% of~~ the ~~issued~~immediately ~~and~~preceding ~~outstanding Common Stock. In addition~~sentence, asduring of the ~~Closing,~~period ~~Ruitao~~the ~~Jiang~~Company ~~and ZhuJun~~engaged ~~Chen~~Malone ~~have~~Bailey, ~~been~~neither ~~appointed~~the asCompany ~~the~~nor ~~Directors~~anyone ofon the Company's 10behalf ~~days~~consulted ~~following~~with ~~the~~KCCW ~~later~~regarding ofeither ~~the~~(i) ~~date of~~ the ~~filing~~application of ~~this~~accounting ~~Information~~principles ~~Statement~~to ~~with~~a ~~the~~specified ~~SEC~~transaction, ~~pursuant~~either tocontemplated ~~Rule~~or ~~14f-1~~proposed, or the ~~date~~type of ~~mailing~~audit ofopinion ~~this~~that ~~Information~~might ~~Statement to~~be ~~our~~rendered ~~stockholders.~~on Asthe ofCompany's ~~the~~financial ~~Closing,~~statements ~~Lirong~~or ~~Zheng~~(ii) ~~has~~any ~~been~~matter ~~appointed~~that aswas either the ~~Chief~~subject ~~Financial~~of ~~Officer~~a ofdisagreement ~~the~~or ~~Company~~a ~~effective immediately~~reportable event.

The ~~following~~Company ~~table sets~~has ~~forth~~authorized ~~certain~~Malone ~~information~~Bailey ~~regarding~~to ~~the~~respond ~~beneficial~~fully ~~ownership of the Common Stock as of immediately following the Closing on June 28, 2013, by (i) each person known by the Company~~ to beall ~~the~~inquiries ~~beneficial owner~~ of ~~5% or more of the outstanding Common Stock, (ii) each executive officer and director of the Company, and (iii) all of the Company’s executive officers and directors as a group~~KCCW.

Name of Buyer	Number of Shares (1)		Percentage of Class (2)
Zhiliang Fang* No.55,Dingwaikeng,Duli Village,Changtai Town,Chengxiang District,Putian City, Fujian Province		11,500,000		79.97	%
Ruitao Jiang* 1849 Licheng Middle Avenue, Longqiao Street, Chengxiang District, Putian City, Fujian Province, China		0		N/A
Zhujun Chen* 1849 Licheng Middle Avenue, Longqiao Street, Chengxiang District, Putian City, Fujian Province, China		0		N/A
Lirong Zheng* 1849 Licheng Middle Avenue, Longqiao Street, Chengxiang District, Putian City, Fujian Province, China		0		N/A
All Directors and Officers as a group 1849 Licheng Middle Avenue, Longqiao Street, Chengxiang District, Putian City, Fujian Province, China		11,500,000		79.97	%

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

* Director and/ or executive officer.(d) Exhibits

~~(1) Under Rule~~EXHIBIT 13d-3 of the Exchange Act, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includesINDEX

the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights.


Exhibit Number		Description

16.1		Letter from Malone Bailey LLP

~~(2) Based on 14,380,266 shares of Common Stock issued and outstanding as of the Closing.~~SIGNATURES

~~The~~Pursuant ~~disclosure~~to ~~set forth~~the inrequirements ~~Item~~of ~~1.01~~the Securities Exchange Act of 1934, the registrant has duly caused this ~~Current~~report ~~Report~~to be signed on ~~Form~~its ~~8-K~~behalf isby ~~incorporated~~the ~~herein~~undersigned byhereunto ~~reference~~duly authorized.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers


	Date: October 29, 2013

	China Tianfeihong Wine, Inc.

	By:	/s/ Zhiliang Fang
		Zhiliang Fang
		Chief Executive Officer

The disclosure set forth in Item 5.01 of this Current Report on Form 8-K is incorporated herein by reference. The written resignation letters of the Sellers are filed as Exhibits 17.1, to this Current Report on Form 8-K and are incorporated herein by reference.

Prior to the date of the Closing, our Board of Directors consisted of a sole director, Ms. Hong Yang. Ms. Hong Yang has submitted a letter of resignation and Zhiliang Fang, Ruitao Jiang and ZhuJun Chen have been appointed to our Board of Directors. The appointment of Zhiliang Fang (Chairman), Ruitao Jiang and ZhuJun Chen and the resignation of Ms. Hong Yang is effective 10 days following the later of the date of the filing of this Information Statement with the SEC pursuant to Rule 14f-1 or the date of mailing of this Information Statement to our stockholders. In addition, effective on the date of the Closing, Ms. Hong Yang resigned from her officer position with the Company and we appointed Zhiliang Fang as our Chief Executive Officer, appointed Lirong Zheng as our Chief Financial Officer and Secretary.

The following table sets forth the name, age, and position of our officers and directors. Executive officers are elected annually by our Board of Directors. Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and qualified.

Mr. Zhifang Liang, age 55, serves as our Chief Executive Officer and Chairman of the Board. Mr. Fang worked in the business department of Food Bureau in Putian City, Fujian Province from 1982 to 1992. He served as the deputy general manager and sales manager of Fujian Putian Liyuan Machinery C.,Ltd from 1992 to 1995 and manager of Putian Qiusi Fruit Plant from 1995 to 1997. Mr. Fang served as the manager of Changtai Tianbian Fruit Plant in Chengxiang District of Putian City from 1997 to 2005 and vice-president of Putian Loquat Wine Industry Co., Ltd. from 2005 to 2009. Mr. Fang served as the Chairman and Chief Executive Officer of Fujian Tianfeihong Wine Co., Ltd. since 2009 until president. Mr. Fang received associate degree from Fujian Guobo TV University in 1988.

Mr. Ruitao Jiang, age 42, serves as our director. Mr. Jiang served as executive of Xiamen Meilihua Grand Hotel from 1994 to 1996 and served as manager in Fujian branch office of Guizhou Cantonese Cuisine Group from 1997 to 1999. Mr. Jiang served as general manager in Southwest region of Yunan Branch Office of Fuzhou Shenshi Company from 2000 to 2008 and general manager of Hong Kong Shennuoqi Investmetn Company from 2009 to 2011. Mr. Jiang served as director of Fujian Tianfeihong Wine Co., Ltd. since 2012 until now. Mr. Fang received bachelor degree in accounting and finance from accounting school of Fujian Provicne in 1993.

Mr. Zhujun Chen, age 35, serves as our director. Mr Chen served as executive in Henan Huike Electronics Ltd.frrm 2001 to 2005 and served as partner of Zhengzhou Zhongcheng Science and Technology Ltd. from 2006 to 2009. Mr. Chen served as director and assistant president of Yongjia Investment Holding (Hong Kong) Ltd. from 2009 to 2011 and served as director of Fujian Tianfeihong Wine Co., Ltd. from 2012 until now. Mr. Chen received degree in computer from Henan College of Inforamtion Engineering in 2001.

Ms. Lirong Zheng, age 44, serves as our Chief Financial Officer. Ms. Zheng served as finance Manager of Putian Qiusi Fruit Plant from 1993 to 1997 and finance manager of Changtai Tianbian Fruit Plant in Chengxiang

District of Putian City from 1997 to 2005. Ms. Zheng served as accountant of Putian Loquat Wine Industry Co., Ltd. from 2005 to 2009 and served as Chief Financial Officer of Fujian Tianfeihong Wine Co., Ltd. since 2009 until now. Ms. Zheng received bachelor degree in accounting from Putian College in 1993.

Family Relationships

None of the directors or officers of our company are related by blood or marriage.

Corporate Governance

Board Committees

We currently does not have nominating, compensation or audit committees or committees performing similar functions nor does our company have a written nominating, compensation or audit committee charter. Our board of directors does not believe that it is necessary to have such committees because it believes that the functions of such committees can be adequately performed by the board of directors.

Our board of directors has determined that we do not have a board member that qualifies as an "audit committee financial expert", nor do we have a board member that qualifies as "independent" as the term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(14) of the NASD Rules.

We believe that our board of directors is capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. The board of directors of our company does not believe that it is necessary to have an audit committee because management believes that the functions of an audit committee can be adequately performed by the board of directors. In addition, we believe that retaining an independent director who would qualify as an "audit committee financial expert" would be overly costly and burdensome and is not warranted in our circumstances given the stage of our development and the fact that we have not generated any positive cash flows from operations to date.

Director Independence

We currently do not have any independent directors, as the term "independent" is defined by the rules of the Nasdaq Stock Market.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
10.1		Stock Purchase Agreement, dated as of June 26, 2013 and closed on June 28, 2013, by and between Hong Yang (“Seller”) , Zenitech Corp., a Delaware corporation (the “Company”), and Zhifang Liang (“Buyer”)*
17.1		Written resignation letter of Hong Yang *
17.2		Written resignation letter of Mo You Yu*

* Filed herewith

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ZENITECH CORP.
Date: June 26, 2013	By:	/s/ Zhiliang Fang
		Name: Zhiliang Fang
		Title: Chief Executive Officer,

Filing Compare · China Tianfeihong Wine Inc